Interim Results
Investment Company PLC
01 December 2006
The Investment Company Plc
Unaudited Interim Results
For the Six Month Period ended 30 September 2006
Chairman's Statement
Although the latest move in base rates was upwards, the impact on the price of
the sort of preference shares which we hold has been muted. Revenues in the
first half of the company's trading year were as expected. Your Directors have
declared an interim dividend of 4p per ordinary share (2005: 4p) which will be
paid to shareholders on the register on 15 December 2006. The shares will be
quoted ex dividend on 13 December 2006 and the dividend will be paid on 15
January 2006.
As explained in my statement of 20 December last year, new accounting standards
have become applicable to Listed Companies in the U.K. Because such changes
were incorporated in last year's interim figures as well as in the accounts at
31 March 2005, the figures this time required no adjustment and are comparable
with those of which shareholders have previously been advised. Consequently
your Board has decided (since it is not compulsory) to dispense with any report
by the Auditors, Saffery Champness, on these figures.
Under International Financial Reporting Standards the net asset value of the
ordinary shares at 30 September 2006 (after deducting the Participating
Preference Shares at Redemption Value, which shareholders should note is less
than the quoted market value of such shares) was 276.74p. This compares with
283.36p per ordinary share at 31 March 2006 and 250.49p at 30 September 2005.
A year ago your company had an overdraft of over £1 million. The takeover of P
& O, a bid from Persimmon the parent company of a Charles Church group company
in which we were a minority preference shareholder, and most recently the take
over of Hardys and Hanson by Greene King has resulted in your company enjoying
at the time of writing cash balances in excess of £450,000.
Despite the rise in short term interest rates and the general feeling amongst
your Directors that the conventional rate of inflation promulgated by HM
Treasury is way below their own experience, your Board recognises the inherent
value in the fixed coupon preference shares which form the major part of your
company's portfolio of investments and looks forward to the immediate future
with confidence.
The market in your company's Ordinary shares is very illiquid with few shares
changing hands although business in the participating preference shares is more
frequent. Your Board would like to remind shareholders that it has their
approval to make market purchases of both classes of share.
On 9 November 2006 your Directors appointed Philip Lovegrove OBE to the Board.
Philip was, until your Company acquired it in March 2005, a Director of our then
parent company New Centurion Trust Limited. He has been appointed Chairman of
our Audit Committee.
Sir David Thompson Bt.
Chairman
1 December 2006
CONSOLIDATED INCOME STATEMENT
For the six months ended 30th
September 2006
Half-year to Half-year to Year to
30th 30th 31st
September September March
2006 2005 2006
(unaudited) (unaudited) (audited)
Notes £ £ £
Total income 449,944 590,034 1,010,351
Expenses (184,539) (230,215) (439,912)
Loan note interest (91,425) (103,323) (194,748)
Bank interest (76) (11,724) (27,636)
Net revenue before taxation 173,904 244,772 348,055
Taxation - (15,602) (5,200)
Net revenue, after taxation 173,904 229,170 342,855
Dividends: Participating preference 4 (174,818) (218,218) (470,971)
Ordinary 4 (96,370) (77,216) (154,191)
Transfer from reserves (97,284) (66,264) (282,307)
(Losses)/earnings per 50p Ordinary
Share
Basic 3 (0.03) p 0.30 p (3.51) p
Adjusted 3 (0.05) p 0.57 p (6.64) p
Net asset value per 50p Ordinary Share 276.74 p 250.49 p 283.36 p
All of the Company's operations are continuing.
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
For the six months ended 30th September 2006
Capital
Share Share Own Shares Redemption Revaluation Capital Revenue
Capital Premium Held Reserve Reserve Reserve Account Total
£ £ £ £ £ £ £ £
Balance at
30th
September
and 1st
October 2004 4,566,695 - - 2,439,800 144,501 3,717,357 581,235 11,449,588
Ordinary
shares
issued 424,686 - - - - - - 424,686
Premium on
new shares
issued - 1,019,246 - - - - - 1,019,246
Own shares - - (2,919,861) - - - - (2,919,861)
held
Realised - - - - - 410,127 - 410,127
capital
gains/
(losses)
Movement in - - - - 446,120 - - 446,120
unrealised
appreciation
of investment
Retained - - - - - - (432,166) (432,166)
earnings for
the period
Balance at 4,991,381 1,019,246 (2,919,861) 2,439,800 590,621 4,127,484 149,069 10,397,740
31st March &
1st April
2005
Cancellation - - - (2,439,800) - - 2,439,800 -
of capital
redemption
reserve
Cancellation (50,000) - - 50,000 - - - -
of deferred
shares
Buy in of (621,500) - - 621,500 - - (1,281,589) (1,281,589)
own shares
Realised - - - - - 502,744 - 502,744
capital
gains/
(losses)
Movement in - - - - 270,015 - - 270,015
unrealised
appreciation
of investment
Retained - - - - - - (66,264) (66,264)
earnings for
the period
Balance at 4,319,881 1,019,246 (2,919,861) 671,500 860,636 4,630,228 1,241,016 9,822,646
30th
September
and 1st
October 2005
Realised - - - - - 943,331 - 943,331
capital
gains/
(losses)
Movement in - - - - (93,598) - - (93,598)
unrealised
appreciation
of
investment
Retained - - - - - - (216,043) (216,043)
earnings for
the period
Balance at 4,319,881 1,019,246 (2,919,861) 671,500 767,038 5,573,559 1,024,973 10,456,336
31st March &
1st April
2006
Realised - - - - - 46,715 - 46,715
capital
gains/
(losses)
Movement in - - - - (77,075) - - (77,075)
unrealised
appreciation
of investment
Retained - - - - - - (97,284) (97,284)
earnings for
the period
Balance at 4,319,881 1,019,246 (2,919,861) 671,500 689,963 5,620,274 927,689 10,328,692
30th
September
2006
CONSOLIDATED BALANCE SHEET
At 30th September 2006
30th September 30th September 31st March
2006 2005 2006
(unaudited) (unaudited) (audited)
£ £ £
Non-current assets
Portfolio investments at cost 12,575,979 13,654,654 12,391,868
Unrealised appreciation 718,727 889,401 795,802
Portfolio investments at market value 13,294,706 14,544,055 13,187,670
Current assets
Trade and other receivables 41,524 11,645 121,000
Current asset investments 43,723 321,575 81,224
Cash at bank 927,200 98,448 1,048,962
1,012,447 431,668 1,251,186
Current liabilities
Bank overdraft - 1,029,589 -
Dividends 174,818 218,218 174,818
Trade and other payables 146,639 248,266 150,698
321,457 1,496,073 325,516
Net current assets/(liabilities) 690,990 (1,064,405) 925,670
Non-current liabilities
Loan notes (3,657,004) (3,657,004) (3,657,004)
Net assets 10,328,692 9,822,646 10,456,336
Capital and reserves
Called up share capital 4,319,881 4,319,881 4,319,881
Share premium 1,019,246 1,019,246 1,019,246
Own shares held (2,919,861) (2,919,861) (2,919,861)
Capital redemption reserve 671,500 671,500 671,500
Revaluation reserve 689,963 860,636 767,038
Capital reserve 5,620,274 4,630,228 5,573,559
Revenue reserves 927,689 1,241,016 1,024,973
Shareholders' funds 10,328,692 9,822,646 10,456,336
CONSOLIDATED CASH FLOW STATEMENT
For the six months ended 30th September 2006
Half-year Half-year Year to
to to
30th 30th 31st March
September September
2006 2005 2006
(unaudited) (unaudited) (audited)
Notes £ £ £
Operating activities
Cash received from 348,687 521,954 927,335
investments
Interest received 98,937 58,678 108,325
Sundry income - 26,400 26,400
Cash paid to and on behalf (86,129) (97,014) (184,403)
of employees
Other cash payments (113,825) (177,374) (282,126)
UK corporation tax paid - - (5,200)
Net cash inflow from
operating activities 247,670 332,644 590,331
Financing activities
Interest paid (76) (8,924) (30,636)
Loan note interest paid (91,425) (82,658) (194,748)
Non-equity dividends paid (174,818) (218,218) (514,371)
Net cash outflow from returns on
investments and servicing of finance (266,319) (309,800) (739,755)
Investing activities
Purchase of investments (1,202,698) (932,967) (1,227,754)
Further payment in respect of purchase - (34,655) (34,655)
of subsidiaries
Cash acquired with - - -
subsidiary
Buy in of own shares 5 - (1,281,589) (1,281,589)
Sale of investments 1,193,653 1,555,627 4,142,985
Net cash (outflow)/inflow from capital
expenditure and financial investment (9,045) (693,584) 1,598,987
Equity dividends paid (94,068) (14,055) (154,255)
(Decrease)/increase in cash 6 (121,762) (684,795) 1,295,308
NOTES TO THE INTERIM REPORT
1 Financial information
The financial information above does not constitute statutory accounts
within the meaning of Section 240 of the Companies Act 1985. Statutory
accounts for the year ended 31st March 2006 have been delivered to the
Registrar of Companies and contain an audit report in accordance with
Section 285 which was unqualified.
The interim financial information has not been audited or reviewed by the
Company's auditors.
2 Accounting policies
These financial statements have been prepared in accordance with
International Financial Reporting Standards (IFRSs).
The prior period comparatives reflect the advantage taken by the Group of
the exemption under IFRS 1 First-time Adoption of IFRS not to apply IFRS 3
Business Combinations retrospectively to past business combinations
(business combinations that occurred before the date of transition to IFRS).
The Group has complied with IAS 34 and IFRS 1 in the preparation of these
interim statements. The following are the key accounting policies extracts
relating to the financial information presented and the effects of the
transition to IFRS:
(a) Taxation
Current tax is provided at amounts expected to be paid (or recovered) using
the tax rates and laws that have been enacted or substantially enacted by
the balance sheet date.
Deferred tax is recognised in respect of all timing differences that have
originated but not reversed at the balance sheet date where transactions or
events that result in an obligation to pay more tax in the future or a right
to pay less tax in the future have accrued at the balance sheet date. Timing
differences are differences between the Group's taxable profits and its
results as stated in the financial statements that arise from the inclusion
of gains and losses in tax assessments in periods different from those in
which they are recognised in the financial statements.
The company has material tax losses available for relief against future
profits and gains, resulting from accumulated unrealised losses on certain
investments and excess management expenses. No deferred tax asset has been
provided for on the basis that future profits or gains are uncertain.
(b) Preference shares
The participating preference shares entitle the holders, in priority to the
payment of any dividend to the holders of all or any other shares in the
capital of the company, to a fixed net cash cumulative dividend at the rate
of 7p per share per annum. In addition, holders are entitled to a
participating dividend at the rate of 25% of any dividends paid on the
Ordinary Shares in excess of 2p per share for any year, subject to a maximum
participating dividend in respect of any year of 3p net per share.
On any return of capital holders are entitled to a premium of 50p per share
in addition to the nominal value of 50p on any surplus assets. The shares
also confer voting rights in certain circumstances.
The participating preference share capital has been treated as an equity
financial instrument in accordance with IAS 32.
(c) Dividends
Ordinary dividends are accounted for in the period in which they are
declared in accordance with IAS 10. Preference dividends have two dividend
elements, the fixed net cash cumulative dividend and the participating
dividend.
The participating dividend element is accounted for in the period in which
the dividend is declared and is treated in the same way as the Ordinary
dividend upon which its calculation is based.
The fixed net cash cumulative element accrues evenly on a daily basis
throughout the period. The dividend payable on 1 October 2006 has therefore
been treated as a charge against revenue for the six months to 30th
September 2006.
This basis overrides IAS 10 as, in the opinion of the directors, the
dividend has accrued on a daily basis during the six months ended 30th
September 2006.
(d) Investments
IAS 39 requires investment funds to measure assets listed on a recognised
Stock Exchange at current bid prices whereas under UK GAAP these assets have
been previously measured at current middle market prices.
The directors are of the opinion that the bid valuation is 1% lower than the
mid valuation due to the nature of the assets concerned and this adjustment
has been reflected in the investment valuation for the period ended 30th
September 2006.
All investments held as non-current assets are shown in the balance sheet at
valuation and all purchase and sale of investments are accounted for at
trade date. The difference between book cost and valuation is taken to the
revaluation reserve. Profits and losses on the realisation of investments
held as non-current assets are taken to capital reserve.
3 Earnings per Share Half-year to Half-year to Year to
30th 30th 31st
September September March
The calculation of basic 2006 2005 2006
earnings per share is based on
the following: (unaudited) (unaudited) (audited)
£ £ £
Revenue after taxation 173,904 229,170 342,855
Participating preference (174,818) (218,218) (470,971)
dividend
(914) 10,952 (128,116)
Weighted average number of 3,644,956 3,646,956 3,645,959
Ordinary Shares of 50p each
The calculation of the adjusted earnings per share is based on the following:
Weighted average number of shares being all ordinary voting shares but
excluding non-voting shares:
Weighted average number of 3,644,956 3,646,956 3,645,959
Ordinary Shares of 50p each
Shares reclassified as (1,717,565) (1,717,565) (1,717,565)
non-voting shares
1,927,391 1,929,391 1,928,394
4 Dividends Half-year to Half-year to Year to
30th 30th 31st
September September March
2006 2005 2006
(unaudited) (unaudited) (audited)
£ £ £
Interim Dividends declared or accrued
Participating preference shares - - 296,153
- - 296,153
Final dividends declared or
accrued
Participating preference shares 174,818 218,218 174,818
Ordinary shares 96,370 77,216 154,191
271,188 295,434 329,009
Total dividends 271,188 295,434 625,162
5 Buy in of own shares Half-year to Half-year to Year to
30th 30th 31st March
September September
2006 2005 2006
(unaudited) (unaudited) (audited)
£ £ £
Buy in of 1,240,000 preference - 1,275,509 1,275,509
shares of 50p each
Buy in of 3,000 ordinary shares - 6,080 6,080
of 50p each - 1,281,589 1,281,589
6 Analysis of net debt At At
30th 1st
September April
2006 2006
(unaudited) Cash flow
£ £ £
Bank overdraft - - -
Cash at bank 927,200 (121,762) 1,048,962
927,200 (121,762) 1,048,962
Long term debt (3,657,004) - (3,657,004)
(2,729,804) (121,762) (2,608,042)
This information is provided by RNS
The company news service from the London Stock Exchange